1. Payment Processing Services. Merchant acknowledges and agrees to be bound by the terms and conditions of the Plum Merchant Agreement, and these Payment Processing Terms, and all other terms, policies and guidelines applicable to the Services (as defined in the Plum Merchant Agreement). Plum’s Payment processing services allow Merchant to accept Customers’ Cards as payment for Merchant’s services or goods. In providing these Payment processing services, Plum acts in the capacity of a payment facilitator, not a bank or payment processor. Capitalized terms not defined herein will be as defined in the Merchant Agreement.
2. Exclusivity and Merchant Authorization. Merchant acknowledges that as a condition of this Merchant Agreement, Merchant agrees to utilize Plum as its exclusive provider of Payment processing services. Merchant hereby authorizes Plum (including Plum’s bank partners and/or payment provider(s), as applicable), as its agent, to hold, receive and disburse funds (or cause funds to be held, received, and disbursed) on its behalf and to access the Merchant’s Bank Account (as defined in the Order) to effectuate payment to Plum of any Fees, payment to Merchant of Net Sales Proceeds, and payment to Plum, or a third party, to the extent expressly directed by Merchant for any other amounts contracted for between Merchant and Plum or Merchant and such other third party, including, by way of example, in connection with a Hardware lease or a loan through the “Plum Capital Loan” program for which Plum or its affiliate may be a servicer. Merchant’s authorization permits Plum to generate a tangible draft or an electronic funds transfer to process each Payment transaction that Merchant authorizes. Merchant’s authorization herein will remain in full force and effect during the Term.
3. Payment Cards. Plum works with many Cards. Plum’s Payment processing services allow Merchant to accept Payments from most U.S.-issued credit, debit, prepaid, or gift Cards that bear the official markings of a Payment Network. At any time and without prior notice, Plum may add, remove, or change which Cards are considered acceptable. From time to time, Plum may support additional Cards at its discretion. Plum will only process Cards that receive an authorization from the applicable Payment Network or Card issuer.
4. Deposits and Settlement. Once the Merchant's Bank Account information is verified, Plum will automatically deposit the Net Sales Proceeds collected to the Merchant's Bank Account via direct deposit. This deposit will normally appear in the Merchant's Bank Account within 1-2 business days after payment settlement is initiated. It is Merchant’s responsibility to initiate settlement of its payments in a timely manner through the Services. Optionally, Merchant may request that Plum automatically initiate settlement of Merchant payments at 4:30 AM ET for the previous day's activity. If Merchant chooses to utilize this optional service, Plum is not responsible for any loss in gratuities caused by settlement before the gratuity adjustment was made. Merchant’s failure to initiate settlement of its payments in a timely manner may result in higher processing rates charged by the Payment Networks and Plum reserves the right to recoup such charges from Merchant, including by offsetting such amounts against Net Sales Proceeds. Additionally, if applicable, Merchant authorizes Plum and/or its processors or bank partners to submit transactions to and receive settlement from one or more Payment Networks, on Merchant’s behalf.
5. Adjustments. If Merchant has not provided goods or services consistent with the Merchant Agreement and these Payment Processing Terms with respect to a particular transaction(s), Plum will have the right to refuse to pay any Net Sales Proceeds to Merchant and/or to pay a refund to any Customer from the Merchant's Bank Account. Plum reserves the right to adjust the Net Sales Proceeds due for any period to compensate Plum for any Chargebacks, calculation errors, Merchant employee fraudulent use, and any refunds paid to Customers, whether or not related to the period on which such adjustment is made, or to offset against such Net Sales Proceeds any other claim Plum may have arising hereunder, as more fully set forth in Section 8 hereunder.
6. Investigations. Notwithstanding Section 8 below, if Plum needs to conduct an investigation or resolve any pending dispute related to Merchant’s Bank Account, Plum may defer payout or restrict access to Merchant’s funds for the entire time it takes for Plum to complete its investigation or resolve the dispute. Plum also may defer payout or restrict access to Merchant funds as required by Applicable Law and Rules or court order, or if otherwise requested by law enforcement or government entity. Additionally, Merchant will assist Plum when requested, at Merchant’s expense, to investigate any of Merchant’s transactions processed through the Services. To that end, and in accordance with Section 9 below, Merchant permits Plum to share information about a Chargeback with Customer, Customer’s financial institution and Merchant’s financial institution in order to investigate and/or mediate a Chargeback. Plum will request necessary information from Merchant to contest the Chargeback. If a Chargeback dispute is not resolved in Merchant’s favor by the Card network or issuing bank or Merchant chooses not to contest the Chargeback, Plum may recover the Chargeback amount and any associated fees as described in the Merchant Agreement or these Payment Processing Terms. Merchant acknowledges that its failure to assist Plum in a timely manner when investigating a transaction, including providing necessary documentation within the time period specified in Plum’s request, may result in an irreversible Chargeback. Plum will charge a fee for mediating and/or investigating Chargeback disputes, in addition to any other Chargeback fee(s) set forth in an Order Form, if applicable. Additionally, Plum may decide not to authorize or settle any transaction that Merchant submits to Plum if Plum reasonably believes that the transaction is in violation of any Plum agreement, or exposes Merchant, other Plum users, Plum processors or Plum to harm. Harm includes without limitation fraud, a violation of individual or proprietary rights and other criminal acts. If Plum reasonably suspects that Merchant’s Plum Account or Merchant's Bank Account has been used for an unauthorized, illegal, or criminal purpose, Merchant gives Plum express authorization to share information about Merchant, Merchant’s Plum Account and Merchant's Bank Account, and any of Merchant’s transactions with law enforcement.
7. Merchant Bank Account Activity. When a payment is made to the Merchant's Bank Account, Plum will update the Merchant's Bank Account reporting through the Plum Platform. Reporting of Merchant's Bank Account activity by Plum is available through the Plum Platform for up to one (1) year of Merchant's Bank Account activity. Except as required by Applicable Law and Rules, Merchant is solely responsible for (a) compiling and retaining permanent records of all transactions and other data associated with the Merchant's Bank Account and Merchant’s use of the Services, and (b) reconciling all transactional information that is associated with Merchant's Bank Account. If Merchant believes that there is an error or unauthorized transaction activity associated with the Merchant's Bank Account, Merchant will contact Plum immediately.
8. Merchant Reserves. At any time and from time to time, Plum may i) temporarily suspend or delay payments to Merchant in accordance with the Merchant Agreement, ii) designate an amount of Merchant funds that Plum or its payment provider(s) must maintain in order to protect against anticipated risks as described herein, and/or iii) require that Merchant maintain a certain amount of funds in its Merchant's Bank Account to secure the performance of its obligations under the Merchant Agreement. Plum, in its sole reasonable discretion, may require a Reserve for any reason, in order to protect Plum from potential losses or other risk associated with Chargebacks (or anticipated Chargebacks), excessive refunds, liens, garnishments, credit risk based on Merchant’s processing history, or other indications of performance problems related to Merchant’s acts or omissions. The Reserve will be in an amount as reasonably determined by Plum and/or Plum’s payment provider(s). The Reserve may be raised, reduced, or removed at any time by Plum, in its reasonable discretion, based on Merchant’s payment history, a credit review, the amount of any arbitration award or court judgment against Merchant in Plum's favor, or otherwise as Plum and/or its payment provider(s) may determine or require. If Merchant does not have sufficient funds in its Merchant's Bank Account, Plum may fund the Reserve from any funding source associated with Merchant’s Plum Accounts, including any funds (a) transferred by Merchant, (b) due to Merchant, or (c) available in the Merchant's Bank Account, or other payment instrument registered with Plum. Merchant grants Plum a security interest in and lien on any and all funds held in any Reserve, and also authorizes Plum, or a payment processor or bank partner acting on behalf of Plum, to make any withdrawals or debits, including by initiating one or more ACH debit entries, from the Reserve or any bank account linked to any of Merchant’s Plum Accounts, without prior notice to Merchant, to collect amounts that Merchant owes Plum, and such authorization survives termination of this Agreement for so long as such amounts remain due and owing. Merchant will execute any additional documentation required for Plum to perfect its security interest in any funds in the Reserve. This security interest survives termination of this Agreement for as long as Plum holds funds in the Reserve. Any Reserve will be held by Plum for such period of time as is consistent with Plum’s liability for the potential risks described above, in accordance with Applicable Law and Rules. Plum and its payment providers may (but are not required to) apply funds in the Reserve toward the satisfaction of any amounts which are or may become due from Merchant pursuant to this Merchant Agreement. Funds in the Reserve will not bear interest and may be commingled with other funds. Upon (i) satisfaction of all of Merchant’s obligations under this Merchant Agreement; and (ii) Merchant’s execution of documents reasonably requested by Plum and/or its payment provider(s) in connection with the return of any Reserve funds, Plum and/or its payment providers will pay to Merchant any funds then remaining in the Reserve. Upon notice of termination of this Merchant Agreement, Plum and/or its payment providers may estimate the aggregate dollar amount of anticipated Chargebacks, refunds, fines, fees, penalties, or other risks and the like that Plum and/or its payment providers reasonably anticipate subsequent to termination, and Merchant agrees to immediately deposit such amount in its Merchant's Bank Account, or Plum and/or its payment providers may withhold such amount from Merchant’s settlement funds in order to establish a Reserve pursuant to and governed by the terms and conditions of this Merchant Agreement.
10. Compliance with Applicable Law and Rules, including Payment Networks. The Payment Networks require that Merchant and Plum comply with all Applicable Law and Rules. Plum may modify the Merchant Agreement or these Payment Processing Terms to comply with, and as a result of, amendments to Applicable Law and Rules. Applicable Law and Rules may prohibit or impose conditions on Merchant, including without limitation assessing a surcharge for the use of a Card in connection with any transaction. Portions of the Operating Regulations may be made available to the public at the following online websites: Visa: www.usa.visa.com Mastercard: www.mastercard.com American Express: https://icm.aexp- static.com/content/dam/gms/en_us/optblue/us-mog.pdf PCI-DSS: www.pcisecuritystandards.org Visa’s CISP program: www.visa.com/cisp Mastercard’s SDP program: www.mastercard.com/sdp Discover’s DISC website: http://www.discovernetwork.com/fraudsecurity/disc.html American Express’ website: www.americanexpress.com/merchantopguide
Adult services: Adult entertainment, all types of pornography, escort services, dating services, and mail order brides Card-not-present tobacco sales including e-Cigarettes and “vape” supplies and accessories Cash back: Cash advances or manual cash disbursement, including quasi-cash Digital credits: Virtual currency and credits that can be monetized or re-sold Donations: Donations that are not tied to the sale of a physical good Drugs: Drugs and drug paraphernalia Gambling: Lotto, odds making services, games of chance, internet gaming, daily fantasy sports, raffles, contests, sweepstakes, special incentives, sports forecasting, the offering of a prize as an inducement to purchase goods or services, and other gambling-related services In-house financing: Collections services, credit repair services, and payday loan services Marijuana: Marijuana-related products or by-products, including CBD and hemp Pharmaceuticals: Supplements, pseudo-pharmaceuticals, hormone-based pharmaceuticals, prescription drugs, any substance designed to mimic an illegal drug, or any food/beverage additive that is unregulated or not approved by the FDA Prepaid phone cards and prepaid phone services Sale of mobile minutes Weapons Any sale of any product or service at a Merchant location outside of the United States of America Any sale of any product or service in violation of any law, statute, or regulation
11. Merchant acknowledges that the Google Pay Terms of Service are hereby made available to Merchant and may be found at: https://policies.google.com/terms.
12. Merchant agrees that the Operating Regulations are incorporated by reference into the Agreement and that nothing in the Agreement shall be construed to interfere with or lessen the right of the Payment Networks or Plum’s payment provider(s) to terminate the Agreement at any time. In the event of a conflict between the Agreement and the Operating Regulations, the Operating Regulations will control.
Merchant acknowledges and agrees: it is responsible for the actions of its employees and agents; it will comply with all Applicable Law and Rules and all applicable parts of the Operating Regulations; including those parts regarding the ownership and use of the names, logos, trademarks, service marks, images, domain names and other source identifiers of the Payment Network; it will comply with, and will contractually require its suppliers and agents to comply with, the provisions of the Cardholder Information Security Program (CISP) and PCI DSS, or other security program as required by a Payment Network and demonstrate compliance with these security obligations; and it shall clearly distinguish fees associated with a Card Network’s transactions with fees associated with other Card transactions in its pricing.
13. Merchant represents and warrants that it will not: discriminate against Cards or Card issuers (e.g., limited acceptance options) except in full compliance with the Operating Regulations; submit any transaction to Plum that was previously charged back and subsequently returned to Merchant, irrespective of approval by a person authorized to use the relevant Card or the accounts established in connection with the relevant Card (a “Cardholder”); knowingly submit any transaction that is illegal or that the Merchant should have known was illegal. Merchant acknowledges that such transaction must be legal in both the Cardholder’s and the Merchant’s jurisdiction; submit a transaction that it knows, or should have known is either fraudulent or not authorized by the Cardholder; require a Cardholder to complete a postcard or similar device that includes the Cardholder’s account number, Card expiration date, signature, or any other Card account data in plain view when mailed, nor request a Card Verification Value 2 (“CVV2”) for a card-present transaction, nor retain or store any portion of the magnetic-stripe data subsequent to the authorization of a sales transaction, nor any other data prohibited by the Operating Regulations or the Agreement, including CVV2; add a surcharge to transactions, except as expressly permitted by, and in full compliance with, the Operating Regulations; disburse funds in the form of cash unless Merchant is participating in full compliance with a program supported by a Card Network for such cash disbursements and in full compliance with the Operating Regulations; submit a transaction that does not result from an act between the Cardholder and the Merchant;
14. The following will only apply to Merchant’s participation in the American Express OptBlue Program, as controlled by the American Express OptBlue Program Operating Regulations. (Capitalized terms below are defined in the American Express Operating Guide or the American Express OptBlue Program Operating Regulations):
15. Commercial Entities. In order to provide Merchant with payment processing services, Plum must enter into agreements with the Payment Networks, processors, and acquiring banks. The Payment Networks have set certain Card volume thresholds, which require anyone that processes at or above those thresholds to enter into an agreement directly with one or more of Plum’s banking partner(s). These thresholds are as follows: $10,000,000 in Visa transactions and/or $10,000,000 in Mastercard transactions and/or an amount set forth by Discover and American Express (or such other amount provided by the applicable Operating Regulations) processed in any 12- month period. By accepting or otherwise agreeing to these terms, Merchant agrees to the terms and conditions of each applicable Commercial Entity Agreement, located at https://plumpos.com/legal/merchant-service-agreements, as may be amended from time to time, effective as of the date Merchant processes such specified amounts or as otherwise required by Plum’s bank partners. If Merchant fails to comply with any “Commercial Entity Agreement”, Plum may suspend or terminate Merchant’s Plum Account. Similarly, if American Express considers Merchant to be a high value customer, it may require that Merchant enter into a direct agreement with American Express and designate Plum as Merchant’s agent for American Express payments. If that is the case, Plum will notify Merchant of such requirement.
16. Off-Line Transactions. Merchant, using its reasonable discretion, may use the Services from time to time to conduct point-of-sale activities offline (“Off-Line Mode”); transactions initiated in Off-Line Mode will be queued and submitted for authorization when Internet connectivity to the Services is restored. However, Merchant assumes any and all risk, responsibility and liability associated with any transaction that Merchant chooses to conduct in Off-Line Mode.
17. Merchant Processing Errors. Plum will employ commercially reasonable efforts to rectify Payment processing errors that Merchant processes incorrectly if and when Merchant notifies Plum of such an error. Merchant’s failure to notify Plum of a Payment processing error within thirty (30) days of when it first appears on Merchant’s electronic transaction history will be deemed a waiver of any right to amounts owed to Merchant for such error.